UNITED STATES*
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Ecoark Holdings, Inc
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(Name of Issuer)
Common
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(Title of Class of Securities)
27888N109
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(CUSIP Number)
December 31, 2018
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ X ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
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CUSIP No.
1. Names of Reporting Person
Strategic Planning Group, Inc.
I.R.S. Identification Nos.
of above persons (entities only):
04-3266958
2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization of each
Reporting Person: Massachusetts, U.S.A
Number of 5. Sole Voting Power: 0
Shares Bene-
ficially
Owned by Each 6. Shared Voting Power:
Reporting Such shares are held by the following entities in the
Person With: respective amounts listed:
7. Sole Dispositive Power: 4,523,919
8. Shared Dispositive Power:
Such shares are held by the following entities in the
respective amounts listed:
9. Aggregate Amount Beneficially Owned by Each
Reporting Person: 4,523,919
10. Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)
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11. Percent of Class Represented by Amount in Row (9):
8.70%
12. Type of Reporting Person (See Instructions)
IA
ITEM 1.
(a) Name of Issuer: Ecoark Holdings, Inc
(b) Address of Issuer's Principal Executive Offices
1010 NW J Street, Suite I
Bentonville, AR 72712
ITEM 2.
(a) Name of Person Filing
Strategic Planning Group, Inc
(b) Address of Principal Business Office or, if none, Residence
57 River Street Suite 306
Wellesley, MA 02481
(c) Citizenship of each Reporting Person:
Massachusetts, U.S.A.
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number 27888N109
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ITEM 3. If this statement is filed pursuant to Sec. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o);
(b) Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c);
(d) Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) x An investment adviser in accordance with
Sec. 240.13d-1(b)(1)(ii)(E);
(f) An employee benefit plant or endowment fund in accordance
with Sec. 240.13d-1(b)(1)(ii)(F);
(g) A parent holding company or control person in accordance
with Sec. 240.13d-1(b)(1)(ii)(G);
(h) A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) A non-U.S. institution in accordance with
Sec. 240.13d-1(b)(1)(ii)(J);
(k) Group, in accordance with Sec. 240.13d-1(b)1(ii)(K).
If filing as a non-U.S. institution in accordance with Sec.
204.13d-1(b)(1)(ii)(J), please specify the type
of institution: _____________________________________________
ITEM 4. Ownership
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in
Item 1.
(a) Amount beneficially owned: 4,523,919
(b) Percent of class: 8.70%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition
of: 4,523,919
(iv) Shared power to dispose or to direct the disposition
of: 0
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Instruction. For computations regarding securities which represent a right to
acquire an underlying security see Sec. 204.13d-3(d)(1).
ITEM 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ].
Instruction: Dissolution of a group requires a response to this item.
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person
ITEM 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company or
Control Person
ITEM 8. Identification and Classification of Members of the Group
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ITEM 9. Notice of Dissolution of Group
ITEM 10. Certifications
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that
purpose or effect other than activities solely in connection with a nomination
under Sec. 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Strategic Planning Group, Inc
Date: January 30, 2019
By: David Rourke
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Name: David Rourke
Title: President
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